Common use of Conditions to all Credit Extensions Clause in Contracts

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided, further that, any representation and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” shall be deemed to be qualified by a “Company Material Adverse Effect.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the satisfaction or waiver of the following conditions precedent: (a) The representations and warranties of the Borrower and set forth in each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and with the same effect as of the date of such Credit Extension; provided that, if then made (unless stated to the extent that such representations and warranties specifically refer relate solely to an earlier date, they in which case such representations and warranties shall be have been true and correct in all material respects as of such earlier date; provided), further thatin each case other than representations and warranties which are subject to a materiality qualifier, any representation in which case such representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties shall be deemed to be qualified by a “Company Material Adverse Effect(or shall have been) true and correct.” (b) No Default or Event of Default shall existhave occurred and be continuing, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. . (d) Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V 5 or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided, further that, any representation and warranty made on or as of the Closing Date that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be deemed to be qualified by a “Company Material Adverse Effecttrue and correct in all respects on such respective dates.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C C-BA Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. . (d) Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower Borrowing Agent shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than on the Closing Date, and other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V 5 or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.05(a) and Section 5.05(c) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Section 6.01(a), (b) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) After giving effect to such proposed Credit Extension, Availability shall be not less than $1.00. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections Section 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension. The conditions set forth in this Section 4.02 are for the sole benefit of the Secured Parties but until the Required Lenders otherwise direct the Administrative Agent to cease making Committed Loans, the Lenders will fund their Pro Rata Share of all Loans and L/C Advances and participate in all Swing Line Loans and Letters of Credit whenever made or issued, which are requested by the Borrower and which, notwithstanding the failure of the Loan Parties to comply with the provisions of this Article 4, agreed to by the Administrative Agent, provided, however, the making of any such Loans or the issuance of any Letters of Credit shall not be deemed a modification or waiver by any Secured Party of the provisions of this Article 4 on any future occasion or a waiver of any rights or the Secured Parties as a result of any such failure to comply.

Conditions to all Credit Extensions. The obligation of each L/C Issuer and each Lender to honor any Request for make each Credit Extension hereunder (other than a Committed Loan Notice requesting only a which shall not include any conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loansany outstanding Loan or any Credit Extension the proceeds of which are to reimburse (i) the Swingline Lender for Swingline Loans or (ii) an L/C Issuer for amounts drawn under a Letter of Credit issued by such L/C Issuer) is subject to the following additional conditions precedentprecedent that: (a) The representations and warranties no Default or Event of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided, further that, any representation and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” shall be deemed to be qualified by a “Company Material Adverse Effect.” (b) No Default shall exist, have occurred and be continuing or would result from such proposed Credit Extension or from the application of proceeds thereof; (b) the proceeds therefrom.representations and warranties of the Borrower and each other Loan Party in Article VI hereof or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct, in all material respects, on and as of the date of the making of, and after giving effect to, such Credit Extension with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate to an earlier date, in which case they shall be true and correct, in all material respects, as of such earlier date, and except that for purposes of this Section 5.02, the representations and warranties contained in Section 6.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Section 7.01(b) and (a), respectively; (c) The to the extent requested by the Administrative Agent or any Lender, a senior executive of the Company shall have certified compliance with clauses (a) and (b) above to the Administrative Agent; and (d) the Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the The Borrower shall be deemed to be have made a representation and warranty hereunder as of the time of each Credit Extension hereunder that the conditions specified in Sections 4.02(a) and (b) such clauses have been satisfied on and fulfilled as of the date of the applicable Credit Extensionsuch time.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any and in each other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished by the Borrower at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects (except, if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty shall be required to be true and correct in all respects) on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02(a), any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.11(a) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Section 6.01.” (b) No Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Company and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects (or, if the applicable representation and warranty is already subject to a materiality standard, shall be true and correct in all respects) on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer relate to an earlier date, in which case they shall be true and correct in all material respects (or, if the applicable representation and warranty is already subject to a materiality standard, shall be true and correct in all respects) as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.02 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.04(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V Section 5 or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) Assuming the effectiveness of the requested Credit Extension, the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility. (d) The Borrower shall be in compliance (on a Pro Forma Basis taking into account the applicable Credit Extension) with the financial covenants set forth in Section 7.11. (e) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (f) All of the conditions precedent set forth in Section 4.01 shall have been satisfied on or prior to date of such requested Credit Extension. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b) and (bc) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct correct, in all material respects respects, on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct correct, in all material respects respects, as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effect.”refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, (b) After giving effect to all requested Credit Extensions, the Total Outstandings shall not exceed the lesser of (i) the Facility Amount and (ii) the Borrowing Base then in effect less any Permitted Unsecured Debt. (c) No Default shall exist, or would result result, from such proposed Credit Extension or from the application of the proceeds therefromthereof. (cd) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans from one Type to the other Typeother, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans from one Type to the other Type other, or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate LoansLoans and/or any Credit Extension governed by Sections 2.16, but only with respect to the applicable Commitments) is is, in each case, as qualified by the LCT Provisions, if applicable, subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V 5 or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects (except that any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects as so qualified) on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further that, any representation and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” shall be deemed to be qualified by a “Company Material Adverse Effect.” (b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate LoansLoans and/or any Credit Extension governed by Sections 2.16) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections Section 4.02(a) and (b4.02(b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V 5 or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provideddate and (ii) that for purposes of this Section 4.02(a), further that, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.05(a) shall be deemed to refer to the most recent financial statements furnished pursuant to Section 6.01(a) and Section 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by a “Company Material Adverse Effectthe statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the applicable Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections Section 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be have been true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) Assuming the effectiveness of the requested Credit Extension, the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.04 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b) of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V (other than, solely with respect to Loans the proceeds of which will be used to pay maturing commercial paper of the Borrower, the representations and warranties in Section 5.06 and Section 5.09) or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsection (a) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and, in the case of financial statements furnished pursuant to clause (b) of Section 6.01, subject to the absence of footnotes and to normal year-end audit adjustments.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers and each other Loan Party contained in Article V each Loan Document, or in any other Loan Document (except for Credit Extensions on the Closing Datedocument furnished at any time under or in connection herewith or therewith, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.07(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.17(b) and (c), respectively.” (b) No Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the US Borrower or the European Borrower, as the case may be, shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only continuation or conversion to a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate LoansEurodollar Borrowing) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V III or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct (or, in the case of representations and warranties not qualified as to materiality, true and correct in all material respects respects) on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer relate to an earlier date, in which case they shall be true and correct (or, in the case of representations and warranties not qualified as to materiality, true and correct in all material respects respects) as of such earlier date; provided, further that, any representation and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” shall be deemed to be qualified by a “Company Material Adverse Effect.” (b) No Default or Event of Default shall exist, exist or would result from the making of such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C applicable Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Borrowing Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate LoansEurodollar Loans for an additional Interest Period) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b4.02(b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 6.05(b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most-recent statements furnished pursuant to Section 7.01(b).” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) After giving effect to such proposed Credit Extension, the Total Outstandings do not exceed the Available Loan Amount. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) 5.02(a), (b), and (bd) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each the Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate LoansLoans as the same Type) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V V, or which are contained in any other Loan Document (except for Credit Extensions on furnished by the Closing DateBorrower at any time under or in connection herewith, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier a different date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsection (a) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b) of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) The Administrative Agent shall have received each additional document, instrument, legal opinion or other item reasonably requested by it. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency LIBOR Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation (i) the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01 and (ii) for purposes of representations and warranties relating to information contained on Schedule 5.05 and 5.13, such representations and warranties shall relate to any updated schedule provided as of the end of the most recently ended fiscal quarter.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Letter of Credit Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency LIBOR Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower Borrowers contained in Article V and (ii) each other Loan Party contained in Article V or any each other Loan Document (except for Credit Extensions on the Closing Dateor in any document furnished at any time under or in connection herewith or therewith, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in clauses (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.03 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the reasonable satisfaction of the Administrative Agent and any Lender, to the extent required by Section 2.14. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Eurodollar Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document --------- furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as ------------ warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.02 shall be deemed ------------ to be qualified by a “Company Material Adverse Effect.”refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. ------------ (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Eurodollar Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections -------- 4.02(a) and (b) have been satisfied on and as of the date of the applicable ------- --- Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a), (b) and (c) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a), (b) and (c), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. . (d) The Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, after giving effect to such Credit Extension Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for a Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party Borrowers contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further that, any representation date and warranty made on except to the extent of changes resulting from transactions contemplated or as permitted by this Agreement and changes occurring in the ordinary course of business which singly or in the Closing Date that is qualified as to “aggregate do not have a Material Adverse Effect” . For purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Section 6.04(a) or (b), as applicable.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and and/or (b) ), as applicable, have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent:: 068800 000057 DALLAS 1872243.4 (a) The representations and warranties of the Borrower and each other Loan Party the General Partner contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer Issuers or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 6.05(b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most-recent statements furnished pursuant to Section 7.01(b).” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) After giving effect to such proposed Credit Extension, the Borrower shall be in compliance with Section 2.01(c). Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) 5.02(a), (b), and (bd) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Section 5.01(p) or clauses (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for . (d) Agent shall have received, in form and substance satisfactory to it, such other assurances, certificates, documents or consents related to the foregoing as Agent or the Majority Lenders may reasonably require. (e) All governmental and third-party consents, licenses and approvals required in connection with such Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on obtained and as remain in effect. (f) The making of the date such Credit Extension shall not violate any applicable law or other requirement of the applicable Credit Extensiona Governmental Authority and shall not have been enjoined, whether temporarily, preliminarily or permanently. (g) The Administrative Agent shall have received all Budget updates and Variance Reports required in accordance with Section 7.02(l).

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate LoansLoans or the continuation or conversion of a Canadian BA) is subject to the following conditions precedent: (a) The representations and warranties of the each Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The applicable Administrative Agent and, if applicable, the relevant applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate LoansLoans or the continuation or conversion of a Canadian BA) submitted by the any Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party Credit Parties contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any VI and in the other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) Documents shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) There shall not have been commenced against the Borrower or any Subsidiary an involuntary case under any applicable Debtor Relief Law, now or hereafter in effect, or any case, proceeding or other action for the appointment of a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of such Person or for any substantial part of its Property or for the winding up or liquidation of its affairs, and such involuntary case or other case, proceeding or other action shall remain undismissed. (d) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a), (b) and (bc) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, (i) except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further that(ii) except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01 and (iii) together with any additional items that will be qualified by a “Company Material Adverse Effectdisclosed on updated Schedules delivered on the next scheduled delivery date, as to which the Borrower has notified the Administrative Agent in writing.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a), (b) and (c) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) through (f), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party Company contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.11(a) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and 6.01(b).” (b) No Default or Event of Default shall exist, exist or would shall result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, Type or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any (other Loan Document (except for Credit Extensions on than, after the Closing Date, only the representations contained and warranties set forth in Sections 5.01, 5.02, 5.04, 5.13, 5.16 Section 5.05 and 5.18Section 5.11(c)) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.11 shall be deemed to be qualified by a “Company Material Adverse Effectinclude the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line UK Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate 4310184v5 Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) In the case of a Loan to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Lenders would make it impracticable for such Loan to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The Subject to Section 1.11 (other than in respect of the Revolving Facility), the obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate SOFR Loans) is subject to the following additional conditions precedent: (a) The Each of the representations and warranties of the Borrower and each other Loan Party contained Parties set forth in Article V or any other the Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) Documents shall be true and correct in all material respects respects, in each case on and as of the such date as if made on and as of such Credit Extension; date, provided that, that to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided, provided further that, that any representation and warranty made on or as of the Closing Date that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be deemed true and correct (after giving effect to be qualified by a “Company Material Adverse Effectany qualification therein) in all respects on such respective dates.” (b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Swingline Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate SOFR Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the applicable conditions specified in Sections 4.02(aSection 4.2(a) (solely in connection with the Loans on the Closing Date) and (bSection 4.2(b) have been satisfied (or waived) on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 6.05(b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most-recent statements furnished pursuant to Section 7.01(b).” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant Swing Line Lender or L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) After giving effect to such proposed Credit Extension, the Total Outstandings do not exceed the Available Loan Amount. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) 5.02(a), (b), and (bd) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the satisfaction (or waiver) of the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V V, other than Section 5.11(b), or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.11(a) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default or Event of Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as warranties contained in clauses (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant an L/C Issuer or the a Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a) and (b5.02(b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate LoansCommitted Loans as the same Type) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Company and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or that are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation (i) the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01 and (ii) solely with respect to the initial Credit Extensions made on the Closing Date, the representation and warranty contained in subsection (c) of Section 6.05 shall not be qualified by a “Company Material Adverse Effectapplicable.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the any Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished by any Borrower at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsection (a) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to subsection (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent Agents and, if applicable, the relevant L/C Issuer Issuers or the Swing Line Lender Lenders shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Committed Loans) submitted by the any Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) The Borrowing Base exceeds the Outstanding Amount of the Revolving Credit Loans, Swing Line Loans and L/C Obligations at such time, after giving effect to such Credit Extension. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Borrowing Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower contained in Article V and (ii) each other Loan Party contained in Article V or any each other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Borrowing Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The the representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.05(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively; provided, further that, provided that any representation and warranty made on or as of the Closing Date that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be deemed to be qualified by a “Company Material Adverse Effect.”true and correct in all respects on the date of such Credit Extension or on such earlier date, as the case may be; (b) No no Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom.; and (c) The the Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower Borrowing Agent shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party AFG contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a), (b) and (c) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a), (b) and (c), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender Issuer, shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a), (b) and (c) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) through (f), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than including a Committed Loan Notice requesting only a conversion of Loans of one Type to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Foreign Currency Fronting Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) The Administrative Agent shall have received such other approvals, opinions or documents as any Lender through the Administrative Agent may reasonably request. Each Request for Credit Extension (other than including a Committed Loan Notice requesting only a conversion of Loans of one type to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V (except for Section 5.05(c)) or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower Borrowers contained in Article V and (ii) each other Loan Party contained in Article V or any each other Loan Document (except for Credit Extensions on the Closing Dateor in any document furnished at any time under or in connection herewith or therewith, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion Lender would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate LoansType) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any 5 (other Loan Document (except for Credit Extensions on the Closing Date, only the than those representations and warranties contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 5.05(b) and 5.185.06) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provideddate and (ii) that for purposes of this Section 4.02(a), further that, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.05(a) shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by a “Company Material Adverse Effectthe statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender Lenders shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the reasonable satisfaction of the Administrative Agent. (e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and 4.02(b) (band, if applicable, (c)) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.04 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall existhave occurred and be continuing, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof (including, for the sake of clarity, a Default arising from the Borrower’s failure to be in compliance with Section 7.04(b) as of the date of, and immediately after giving effect to, such Credit Extension). (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the any Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished by any Borrower at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to subsection (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent Agents and, if applicable, the relevant L/C Issuer Issuers or the Swing Line Lender Lenders shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Committed Loans) submitted by the any Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Holdings and each other Loan Party Borrower contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor ----------------------------------- make any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to satisfaction of the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be have been true and correct in all material respects as of such earlier date; provided, further that, any representation except that the representations and warranty made warranties set forth in Sections 5.04(b) and 5.05 shall be required to be true and correct in all material respects only on or as the date of the Closing initial Credit Extension and on the Assumption Date that is qualified as after giving effect to “Material Adverse Effect” shall be deemed to be qualified by a “Company Material Adverse Effectthe Assumption.” (b) No Default or Event of Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) The Administrative Agent shall have received, in form and substance satisfactory to it, such other assurances, certificates, documents or consents related to the foregoing as the Administrative Agent or the Required Lenders may reasonably request. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a4.03(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) After giving effect to the Credit Extension, the Total Outstandings shall not exceed the Borrowing Base. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each the Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender or Letter of Credit Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice one requesting only a conversion of Loans to the other Type, Type or a continuation of Eurocurrency Rate SOFR Loans) or make the initial Credit Extension hereunder is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party Parties contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02(a), any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 6.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01.” (b) No Default shall exist, have occurred and be continuing or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Letter of Credit Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) After giving effect to each Credit Extension, Total Revolving Credit Outstandings do not exceed the Maximum Borrowing Amount. Each Request for Credit Extension (other than a Committed Loan Notice one requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate SOFR Loans) submitted by the Borrower Agent shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a), 5.02(b) and (b5.02(d) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V (except for Sections 5.05(b), 5.06, 5.09, 5.11, 5.12 and 5.16) or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time hereunder or thereunder, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsection (a) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to subsection (a) of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V (except for Section 5.05(c)) or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate LoansType) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender and each L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V (other than in Section 5.05(c)) or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectinclude the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished by the Borrower or any other Loan Party at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further that, any representation and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” shall be deemed to be qualified by a “Company Material Adverse Effect.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Paying Agent and, if applicable, the relevant Appropriate L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a) and (b5.02(b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V (other than those contained in Section 5.04(b) and Section 5.05) or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsection (a) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.04 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate LoansLoans and/or any Credit Extension governed by Sections 2.16, but only with respect to the applicable Commitments) is is, in each case, as qualified by the LCT Provisions, if applicable, subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V 5 or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provideddate (except that, further thatin each case, any representation and warranty made on or as of the Closing Date that is qualified as to “materiality” or “Material Adverse Effect” shall be deemed to be qualified by a “Company Material Adverse Effecttrue and correct in all respects as so qualified).” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate LoansLoans and/or any Credit Extension governed by Sections 2.16) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections Section 4.02(a) and 4.02(b) (band, if applicable, (c)) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for a Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party Borrowers contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further that, any representation date and warranty made on except to the extent of changes resulting from transactions contemplated or as permitted by this Agreement and changes occurring in the ordinary course of business which singly or in the Closing Date that is qualified as to “aggregate do not have a Material Adverse Effect” . For purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Section 6.04(a).” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and and/or (b) ), as applicable, have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the satisfaction of each of the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) If the Indenture is then in effect and the Total Outstandings are in excess of $650,000,000.00, such proposed Credit Extension would be permitted under Section 4.05 of the Indenture. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency LIBOR Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Letter of Credit Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency LIBOR Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 5.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 6.05(b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most-recent statements furnished pursuant to Section 7.01(b).” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant Swing Line Lender or L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) After giving effect to such proposed Credit Extension, the Borrower shall be in compliance with Section 2.01(c). Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) 5.02(a), (b), and (bd) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) Loans and other than a Request for Credit Extension for an Incremental Loan which shall be governed by Section 2.14(d)), including on the Closing Date, is subject to the following conditions precedent: (ai) The representations and warranties of the Borrower each Loan Party set forth in Article V and in each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects (except that any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects as so qualified) on and as of the date of such Credit Extension; provided thatExtension with the same effect as though made on and as of such date, except to the extent that such representations and warranties specifically refer expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further that, any representation and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” shall be deemed to be qualified by a “Company Material Adverse Effect.” (bii) No Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (ciii) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender Issuer, shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Type, or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a4.02(i) and 4.02(ii) (bor, in the case of a Request for Credit Extension for an Incremental Loan, the conditions specified in Section 2.14(d) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (ai) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct correct, in all material respects respects, on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct correct, in all material respects respects, as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (ii) after giving effect to all requested Credit Extensions, the Total Outstandings shall not exceed the lesser of (A) the Facility Amount and (B) the Borrowing Base then in effect less any Permitted Unsecured Debt.” (b) No Default shall exist, or would result result, from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02shall, 5.04except to the extent waived in accordance with the terms hereof, 5.13, 5.16 and 5.18) shall be true and correct in all material respects (or, to the extent already qualified by materiality or Material Adverse Effect, in all respects) on and as of the date of such Credit Extension; provided that, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further that(ii) that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01 and (iii) for purposes of the representations and warranties set forth in Section 5.13, to the extent of changes resulting from transactions and other events contemplated or not prohibited by a “Company Material Adverse Effectthis Agreement or the other Loan Documents and changes occurring in the ordinary course of Borrower’s business.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant an L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied or will be satisfied on and as of the date of the applicable Credit Extension and the Administrative Agent shall have received for the account of such Lender or such L/C Issuer a certificate signed by a duly authorized officer of the Borrower, dated the date of such Credit Extension, stating that such statements are true.

Conditions to all Credit Extensions. The Except as provided in Section 4.03, the obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any 5 (other Loan Document (except for Credit Extensions on the Closing Date, only the than those representations and warranties contained in Sections 5.015.05(b), 5.02, 5.04, 5.06 and 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provideddate and (ii) that for purposes of this Section 4.02(a), further that, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.05(a) shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by a “Company Material Adverse Effectthe statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender Lenders shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the reasonable satisfaction of the Administrative Agent. (e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and 4.02(b) (band, if applicable, (c)) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Borrowing Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct (or, in the case of representations and warranties not qualified as to materiality, true and correct in all material respects respects) on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.05(a) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Section 6.01(a) and 6.01(b).” (b) No Default shall exist, exist or would result from the making of such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Borrowing Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b4.02(b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects to the knowledge of the Borrowers only as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as warranties contained in subsections (a) and (b) of the Closing Date that is qualified as to “Material Adverse Effect” Section 5.05 shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower Borrowers shall be deemed to be a representation and warranty to the knowledge of the Borrowers that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained set forth in Article V or this Agreement (determined, in the case of Section 5.19 only, on a pro forma basis after giving effect to any Letter of Credit to be issued under such Request for Credit Extension) and in any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects (or, in the case of any such representation or warranty already qualified by materiality, in all respects) on and as of the date of such Credit Extension; provided thatExtension (or in the case of any such representation or warranty expressly stated to have been made as of a specific date, to as of such specific date) and except that for purposes of this Section 4.02, the extent that such representations and warranties specifically refer to an earlier date, they shall be true contained in Sections 5.05(a) and correct in all material respects as of such earlier date; provided, further that, any representation and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof except to the extent such Default would be resolved by the posting of a Title IV Letter of Credit with DOE issued pursuant to the terms and conditions of this Agreement. (c) The Administrative Agent and, if applicable, applicable or the relevant L/C Issuer or the Swing Line Lender Issuer, shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for . (d) If such proposed Credit Extension (other than is for a Committed Loan Notice requesting only a conversion of Loans to the other Type Borrowing, no Cash Collateral Regulatory Event shall exist or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extensionwould result from such proposed Borrowing.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice or Term Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Company and each other Loan Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing Date, only the representations contained in Sections 5.01, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects only as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Section 5.05(a) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent financial statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.11.” (b) No Default, Event of Default or Senior Note Indenture Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. d) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.19 to the designation of such Borrower as a Designated Borrower shall have been met to the reasonable satisfaction of the Administrative Agent. Each Request for Credit Extension (other than a Committed Loan Notice or Term Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Credit Party contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.02, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.05(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) the Borrowing Base exceeds the Outstanding Amount of the Revolving Credit Loans, Swing Line Loans and L/C Obligations at such time, after giving effect to such Credit Extension. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the any Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party Party, contained in Article V or any other Loan Document (except for Credit Extensions on the Closing DateDocument, only the representations or which are contained in Sections 5.01any document furnished at any time under or in connection herewith or therewith, 5.02, 5.04, 5.13, 5.16 and 5.18) shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further thatand except that for purposes of this Section 4.03, any representation the representations and warranty made on or as of the Closing Date that is qualified as to “Material Adverse Effect” warranties contained in Sections 5.07(a) and (b) shall be deemed to be qualified by a “Company Material Adverse Effectrefer to the most recent statements furnished pursuant to Section 6.01(a) and (b), respectively.” (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromExtension. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a4.03(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.